TIDMMORE

RNS Number : 0147C

Hostmore PLC

07 June 2023

Hostmore plc (the "Company")

Results of the 2023 Annual General Meeting

7 June 2023

Hostmore plc (the "Company") is pleased to announce that at its Annual General Meeting held earlier today, all the resolutions put to its shareholders were passed by the requisite majorities. Resolutions 1 to 11 were passed as ordinary resolutions and resolutions 12 to 15 were passed as special resolutions.

The results of the poll are set out below.

 
 No   RESOLUTION                VOTES            FOR        VOTES        AGAINST   TOTAL          % of      VOTES 
                                FOR               (% of      AGAINST      (% of     VOTES         ISSUED     WITHHELD 
                                (incl.            votes                   votes     CAST          SHARE 
                                discretionary)    cast)                   cast)     (excluding    CAPITAL 
                                                                                    votes         VOTED 
                                                                                    withheld) 
      To receive 
       the Company's 
       audited financial 
       statements, 
       together with 
       the Directors' 
       and auditor's 
       reports for 
       the 52-week 
       period ended 
       1 January 
 1     2023                     68,683,640       100.00%    1,710        0.00%     68,685,350     54.46     35,592 
     ------------------------  ---------------  ---------  -----------  --------  -------------  --------  ----------- 
      To approve 
       the Directors' 
       Remuneration 
       Report (other 
       than the part 
       containing 
       the Directors' 
       Remuneration 
       Policy) for 
       the 52-week 
       period ended 
       1 January 
 2     2023                     68,654,709       99.91%     58,991       0.09%     68,713,700     54.48     7,242 
     ------------------------  ---------------  ---------  -----------  --------  -------------  --------  ----------- 
      To approve 
       the Directors' 
       Remuneration 
       Policy (as 
       contained 
       in the Directors' 
       Remuneration 
       Report for 
       the 52-week 
       period ended 
       1 January 
 3     2023)                    68,440,949       99.61%     270,711      0.39%     68,711,660     54.48     9,282 
     ------------------------  ---------------  ---------  -----------  --------  -------------  --------  ----------- 
      To elect Stephen 
       Welker as 
 4     a Director               68,666,592       99.93%     47,000       0.07%     68,713,592     54.48     7,350 
     ------------------------  ---------------  ---------  -----------  --------  -------------  --------  ----------- 
      To re-elect 
       Andrew Blurton 
 5     as a Director            68,666,592       99.93%     47,000       0.07%     68,713,592     54.48     7,350 
     ------------------------  ---------------  ---------  -----------  --------  -------------  --------  ----------- 
      To re-elect 
       Alan Clark 
 6     as a Director            68,676,657       99.95%     36,935       0.05%     68,713,592     54.48     7,350 
     ------------------------  ---------------  ---------  -----------  --------  -------------  --------  ----------- 
      To re-elect 
       David Lis 
 7     as a Director            68,676,657       99.95%     36,935       0.05%     68,713,592     54.48     7,350 
     ------------------------  ---------------  ---------  -----------  --------  -------------  --------  ----------- 
      To re-appoint 
      Pricewaterhouse-Coopers 
      LLP as auditors 
 8    of the Company              68,680,218       99.95%     34,871       0.05%     68,715,089     54.48     5,853 
     ------------------------  ---------------  ---------  -----------  --------  -------------  --------  ----------- 
      To authorise 
       the Audit 
       and Risk Committee 
       to fix the 
       remuneration 
 9     of the auditors            68,682,755       99.95%     32,586       0.05%     68,715,341     54.48     5,601 
     ------------------------  ---------------  ---------  -----------  --------  -------------  --------  ----------- 
      To authorise 
       the Company 
       and its subsidiaries 
       to make political 
       donations 
       and incur 
       political 
 10    expenditure              48,082,035       69.97%     20,631,527   30.03%    68,713,562     54.48     7,380 
     ------------------------  ---------------  ---------  -----------  --------  -------------  --------  ----------- 
      To authorise 
       the Directors 
 11    to allot shares          68,659,959       99.94%     38,855       0.06%     68,698,814     54.47     22,128 
     ------------------------  ---------------  ---------  -----------  --------  -------------  --------  ----------- 
      To authorise 
       the Directors 
       to disapply 
       statutory 
       pre-emption 
       rights in 
       respect of 
       the Company's 
       issued share 
 12    capital                  52,012,747       99.91%     45,811       0.09%     52,058,558     41.27     16,662,384 
     ------------------------  ---------------  ---------  -----------  --------  -------------  --------  ----------- 
      To authorise 
       the Directors 
       to disapply 
       pre-emption 
       rights for 
       purposes of 
       acquisitions 
       or capital 
 13    investments              51,991,551       99.87%     67,007       0.13%     52,058,558     41.27     16,662,384 
     ------------------------  ---------------  ---------  -----------  --------  -------------  --------  ----------- 
      To authorise 
       the Company 
       to purchase 
 14    its own shares           68,670,038       99.93%     45,312       0.07%     68,715,350     54.48     5,592 
     ------------------------  ---------------  ---------  -----------  --------  -------------  --------  ----------- 
      To authorise 
       the Directors 
       to call a 
       general meeting 
       on 14 clear 
 15    days' notice             68,681,432       99.95%     33,918       0.05%     68,715,350     54.48     5,592 
     ------------------------  ---------------  ---------  -----------  --------  -------------  --------  ----------- 
 

Notes:

1. Any proxy arrangement which gave discretion to the Chairman has been included in the "For" totals.

2. A "Vote withheld" is not a vote in law and is not counted in the calculation of the percentage of shares voted "For" or "Against" any resolution or the total number of votes cast.

3. The number of shares in issue in the Company on 7(th) June 2023 was 126,127,279. The Company does not hold any shares in treasury. Shareholders are entitled to one vote per ordinary share held in the Company.

4. The Board notes that Resolution 10 (which authorises the Company and its subsidiaries to make political donations an d incur political expenditure ) was passed with 69.97% of votes in favour. As stated in the Notice of AGM, it is the Company's policy that it does not make political donations nor incur political expenditure. The approval was sought as a renewal of an existing approval and as a precautionary measure only to guard against any inadvertent breach of the statutory restrictions, particularly as the Companies Act 2006 includes broad and ambiguous definitions of the terms "political donation" and "political expenditure". As stated in the Notice of AGM, the Board confirms that it has no intention of making any political donations, incurring political expenditure or entering into party political activities. Th e authority is only in respect of expenditure that might inadvertently be termed as a political donation or political expenditure and is in respect of annual expenditure up to a total of GBP50,000. In accordance with the UK Corporate Governance Code, the Company will publish an update within six months of this AGM.

5. Pursuant to Listing Rule 9.6.2, copies of all resolutions, other than those concerning ordinary business, passed at the AGM today will be submitted to the National Storage Mechanism and will shortly be available to view at https://data.fca.org.uk/#/nsm/nationalstoragemechanism .

6. Results of the poll will also be available shortly to view on the Company's website at https://www.hostmoregroup.com/results-reports-presentations .

Enquiries

Hostmore plc

Alan Clark, Chief Financial Officer

   Email:   enquiries@hostmoregroup.com 

Dentons Global Advisors

   Jonathon Brill / James Styles     Tel: +44 (0)20 7664 5095 
   Email:   Hostmore@dentonsglobaladvisors.com 

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June 07, 2023 13:05 ET (17:05 GMT)

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